What changed in this filing

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Item 1. Financial Statements

2024-10-30 compared with 2024-07-25 · 183 added, 152 removed, 818 unchanged (29% of the section changed)

3 unchanged sentences

(in millions, except per share data)

June 30, December 31,

September 30, December 31,

Current assets:

46 unchanged sentences

(in millions, except per share data)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

4 unchanged sentences

Selling, general and administrative 406.0 402.1 1,227.6 1,177.3

Gain on business divestitures and impairments, net ( 1.4 ) — ( 1.4 ) —

Loss (gain) on business divestitures and impairments, net 0.5 ( 1.5 ) ( 0.9 ) ( 1.5 )

Restructuring charges 8.2 6.3 19.7 27.3

2 unchanged sentences

Loss on extinguishment of debt ( 2.4 ) — ( 2.4 ) ( 0.2 )

Loss from unconsolidated equity method investments ( 33.8 ) ( 3.6 ) ( 42.5 ) ( 2.7 )

(Loss) income from unconsolidated equity method investments ( 73.4 ) 2.8 ( 116.0 ) 0.2

Interest income 4.3 2.0 7.4 5.0

Other income (loss), net 0.7 ( 0.6 ) 13.3 1.9

Other income, net 10.3 1.3 23.5 3.2

Income before income taxes 646.5 606.3 1,899.3 1,708.6

19 unchanged sentences

(in millions)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

2 unchanged sentences

Hedging activity:

Realized income reclassified into earnings ( 6.8 ) ( 2.2 ) ( 8.9 ) ( 4.8 )

Realized loss (income) reclassified into earnings 0.5 ( 2.3 ) ( 8.4 ) ( 7.1 )

Unrealized gain — 4.1 6.4 16.6

1 unchanged sentence

Change in funded status of pension plan obligations

( 7.8 ) — ( 7.8 ) 0.2

Foreign currency activity:

Unrealized gain on foreign currency translation 1.8 ( 2.5 ) 5.5 ( 2.5 )

Other comprehensive income, net of tax ( 3.8 ) 2.6 3.0 5.4

Unrealized (loss) gain on foreign currency translation ( 2.2 ) 2.4 3.3 ( 0.1 )

Other comprehensive income (loss), net of tax ( 9.5 ) 4.2 ( 6.5 ) 9.6

Comprehensive income 556.4 484.5 1,525.0 1,301.3

29 unchanged sentences

321.2 3.2 2,932.2 9,060.7 ( 7.2 ) ( 981.9 ) ( 9.1 ) 1.2 11,006.3

Net income — — — 565.7 — — — 0.2 565.9

Other comprehensive loss — — — — — — ( 9.5 ) — ( 9.5 )

Cash dividends declared — — — ( 181.7 ) — — — — ( 181.7 )

Issuances of common stock 0.1 — 3.8 — — ( 0.5 ) — — 3.3

Stock-based compensation — — 9.9 ( 0.8 ) — — — — 9.1

Purchase of common stock for treasury — — — — ( 0.8 ) ( 163.2 ) — — ( 163.2 )

Balance as of September 30, 2024

321.3 $ 3.2 $ 2,945.9 $ 9,443.9 ( 8.0 ) $ ( 1,145.6 ) $ ( 18.6 ) $ 1.4 $ 11,230.2

Republic Services, Inc.

19 unchanged sentences

320.7 3.2 2,873.5 7,852.7 ( 4.3 ) ( 519.0 ) ( 6.7 ) 1.0 10,204.7

Net income — — — 480.2 — — — 0.1 480.3

Other comprehensive income — — — — — — 4.2 — 4.2

Cash dividends declared — — — ( 168.5 ) — — — — ( 168.5 )

Issuances of common stock — — 3.1 — — ( 0.4 ) — — 2.7

Stock-based compensation — — 11.0 ( 0.9 ) — — — — 10.1

Purchase of common stock for treasury — — — — ( 1.3 ) ( 201.1 ) — — ( 201.1 )

Distributions paid — — — — — — — — —

Balance as of September 30, 2023

320.7 $ 3.2 $ 2,887.6 $ 8,163.5 ( 5.6 ) $ ( 720.5 ) $ ( 2.5 ) $ 1.1 $ 10,332.4

The accompanying notes are an integral part of these statements.

2 unchanged sentences

(in millions)

Six Months Ended June 30,

Nine Months Ended September 30,

Cash provided by operating activities:

7 unchanged sentences

Loss on extinguishment of debt 2.4 0.2

Gain on disposition of assets and asset impairments, net ( 0.3 ) ( 4.7 )

Loss (gain) from unconsolidated equity method investments 42.5 2.7

Loss (gain) on disposition of assets and asset impairments, net 5.9 ( 3.7 )

Loss (income) from unconsolidated equity method investments 116.0 ( 0.2 )

Other non-cash items ( 10.9 ) ( 0.6 )

12 unchanged sentences

Cash used in acquisitions and investments, net of cash and restricted cash acquired ( 400.4 ) ( 1,051.1 )

Cash paid for business divestitures 1.7 ( 0.3 )

Cash received from business divestitures 2.5 1.7

Purchases of restricted marketable securities ( 17.9 ) ( 13.8 )

13 unchanged sentences

Effect of foreign exchange rate changes on cash 1.1 0.2

Increase in cash, cash equivalents, restricted cash and restricted cash equivalents 364.3 58.7

(Decrease) increase in cash, cash equivalents, restricted cash and restricted cash equivalents ( 21.5 ) 39.5

Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period 227.5 214.3

48 unchanged sentences

ASU 2023-07 amends the reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

ASU 2023-07 will be applied retrospectively to all periods presented in the financial statements.

The amendments in this update are effective for fiscal years beginning after December 15, 2023 and interim periods beginning after December 15, 2024.

We are currently assessing the effect this guidance may have on our consolidated financial statements.

The Company does not expect the adoption of this standard to have a material impact on its consolidated financial statements.

Improvements to Income Tax Disclosures

5 unchanged sentences

BUSINESS ACQUISITIONS, INVESTMENTS AND RESTRUCTURING CHARGES

We acquired various environmental services businesses during the six months ended June 30, 2024 and 2023.

We acquired various environmental services businesses during the nine months ended September 30, 2024 and 2023.

The aggregate purchase price paid for these business acquisitions and the allocations of the aggregate purchase price follows:

14 unchanged sentences

Deferred revenue

( 0.6 ) ( 8.2 )

Environmental remediation liabilities

14 unchanged sentences

Accordingly, the purchase price allocations are subject to change.

For the acquisitions that closed during the six months ended June 30, 2024, we expect that a majority of the goodwill and intangible assets recognized as a result of these acquisitions will not be deductible for tax purposes.

For the acquisitions that closed during the nine months ended September 30, 2024, we expect that a majority of the goodwill and intangible assets recognized as a result of these acquisitions will be deductible for tax purposes.

These acquisitions are not material to the Company's results of operations, individually or in the aggregate.

11 unchanged sentences

In 2024 , we acquired a non-controlling equity interest in a joint venture with a landfill gas-to-energy developer to construct a renewable natural gas project at one of our landfill locations in Illinois.

During the six months ended June 30, 2024 , we contributed $ 30.8 million in the joint venture.

During the nine months ended September 30, 2024 , we contributed $ 33.8 million in the joint venture.

The investment is accounted for under the equity method of accounting.

In 2024 , we acquired a non-controlling equity interest in a thermal processing facility that treats and recycles contaminated soil, hazardous and non-hazardous waste, and contaminated water to expand our environmental service offering in Canada.

During the six months ended June 30, 2024 , we contributed $ 26.9 million in the joint venture.

During the nine months ended September 30, 2024 , we contributed $ 26.9 million in the joint venture.

The investment is accounted for under the equity method of accounting.

These investments were recorded as other assets in our consolidated balance sheets as of June 30, 2024 .

These investments were recorded as other assets in our unaudited consolidated balance sheets as of September 30, 2024 .

In 2024 and 2023, we acquired non-controlling equity interests in certain limited liability companies that qualified for investment tax credits under Section 48 of the Internal Revenue Code.

In exchange for our non-controlling interests, we made capital contributions of $ 90.8 million and $ 1.5 million, which were recorded to other assets in our June 30, 2024 and 2023 consolidated balance sheets, respectively.

During the three and six months ended June 30, 2024 , we decreased the carrying value of these investments by $ 33.2 million and $ 42.4 million, respectively.

Additionally, our tax provisions reflect benefits of $ 32.6 million and $ 41.0 million for the three and six months ended June 30, 2024 due to the tax credits related to these investments, compared to no benefits for the three and six months ended June 30, 2023.

In exchange for our non-controlling interests, we made capital contributions of $ 236.2 million and $ 34.0 million, which were recorded to other assets in our September 30, 2024 and 2023 unaudited consolidated balance sheets, respectively.

During the three and nine months ended September 30, 2024 , we decreased the carrying value of these investments by recognizing losses of $ 74.5 million and $ 116.9 million, respectively, and during the three and nine months ended September 30, 2023, we decreased the carrying value of these investments by recognizing losses of $ 3.7 million and $ 6.3 million, respectively, as a result of cash distributions and our share of income and loss pursuant to the terms of the limited liability company agreements .

Additionally, our tax provisions reflect benefits of $ 81.0 million and $ 122.0 million, respectively, for the three and nine months ended September 30, 2024 due to the tax credits related to these investments, compared to benefits of $ 8.0 million for the three and nine months ended September 30, 2023.

For further discussion of the income tax benefits, refer to Note 11, Income Taxes, in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2023.

Restructuring Charges

During the three and six months ended June 30, 2024 , we incurred restructuring charges of $ 5.7 million and $ 11.5 million, respectively, and during the three and six months ended June 30, 2023, we incurred restructuring charges of $ 15.5 million and $ 21.0 million , respectively .

The 2024 charges related to the redesign of our asset management, and customer and order management software systems.

During the three and nine months ended September 30, 2024 , we incurred restructuring charges of $ 8.2 million and $ 19.7 million, respectively, and during the three and nine months ended September 30, 2023, we incurred restructuring charges of $ 6.3 million and $ 27.3 million , respectively .

The 2024 charges primarily related to the redesign of our asset management, and customer and order management software systems.

Of the 2023 charges, $ 9.5 million related to the early termination of certain leases and $ 17.8 million related to the redesign of our asset management, and customer and order management software systems.

During the six months ended June 30, 2024 and 2023, we paid $ 9.9 million and $ 26.1 million, respectively, related to these restructuring efforts.

During the nine months ended September 30, 2024 and 2023, we paid $ 18.1 million and $ 32.4 million, respectively, related to these restructuring efforts.

REPUBLIC SERVICES, INC.

3 unchanged sentences

Balance as of December 31, 2023

Acquisitions Divestitures Adjustments to Acquisitions and Other Balance as of June 30, 2024

Acquisitions Divestitures Adjustments to Acquisitions and Other Balance as of September 30, 2024

Group 1 $ 7,312.4 $ 16.5 $ — $ 26.0 $ 7,354.9

2 unchanged sentences

Total $ 15,834.5 $ 32.3 $ ( 0.3 ) $ 16.6 $ 15,883.1

Adjustments to acquisitions during the six months ended June 30, 2024 primarily related to changes in our valuation of property, plant and equipment acquired as a result of obtaining new information regarding the acquisitions that closed in 2023.

Adjustments to acquisitions during the nine months ended September 30, 2024 primarily related to changes in our valuation of property and equipment acquired as a result of obtaining new information regarding the acquisitions that closed in 2023.

Other Intangible Assets, Net

4 unchanged sentences

Acquisitions Adjustments

Balance as of June 30, 2024

Balance as of September 30, 2024

Balance as of December 31, 2023

Additions Charged to Expense Adjustments

Balance as of June 30, 2024

Other Intangible Assets, Net as of June 30, 2024

Balance as of September 30, 2024

Other Intangible Assets, Net as of September 30, 2024

Customer relationships

6 unchanged sentences

Prepaid Expenses and Other Current Assets

A summary of prepaid expenses and other current assets as of June 30, 2024 and December 31, 2023 follows:

Parts and supplies $ 99.9 $ 97.3

A summary of prepaid expenses and other current assets as of September 30, 2024 and December 31, 2023 follows:

Prepaid expenses $ 153.4 $ 123.0

Parts and supplies 97.7 97.3

Other non-trade receivables 71.9 63.2

Reinsurance receivable 38.7 35.4

Income taxes receivable 29.9 126.3

Prepaid fees for cloud-based hosting arrangements, current 29.8 17.0

Income taxes receivable 29.0 126.3

Reinsurance receivable 28.4 35.4

Derivative and hedging assets — 4.2

3 unchanged sentences

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

A summary of other assets as of June 30, 2024 and December 31, 2023 follows:

A summary of other assets as of September 30, 2024 and December 31, 2023 follows:

Investments $ 672.7 $ 469.4

11 unchanged sentences

Other Accrued Liabilities

A summary of other accrued liabilities as of June 30, 2024 and December 31, 2023 follows:

A summary of other accrued liabilities as of September 30, 2024 and December 31, 2023 follows:

Accrued payroll and benefits $ 331.4 $ 350.5

3 unchanged sentences

Operating right-of-use lease liabilities, current 54.0 54.8

Current tax liabilities 41.8 2.1

Ceded insurance reserves, current 28.4 35.4

Current tax liabilities 23.2 2.1

Accrued professional fees and legal settlement reserves 11.9 17.9

3 unchanged sentences

Other Long-Term Liabilities

A summary of other long-term liabilities as of June 30, 2024 and December 31, 2023 follows:

A summary of other long-term liabilities as of September 30, 2024 and December 31, 2023 follows:

Operating right-of-use lease liabilities $ 188.4 $ 194.9

9 unchanged sentences

LANDFILL AND ENVIRONMENTAL COSTS

As of June 30, 2024, we owned or operated 208 active landfills with total available disposal capacity estimated to be 5.1 billion in-place cubic yards.

As of September 30, 2024, we owned or operated 208 active landfills with total available disposal capacity estimated to be 5.1 billion in-place cubic yards.

Additionally, we had post-closure responsibility for 126 closed landfills.

Accrued Landfill and Environmental Costs

A summary of accrued landfill and environmental liabilities as of June 30, 2024 and December 31, 2023 follows:

A summary of accrued landfill and environmental liabilities as of September 30, 2024 and December 31, 2023 follows:

Landfill final capping, closure and post-closure liabilities $ 2,034.0 $ 1,937.2

4 unchanged sentences

Final Capping, Closure and Post-Closure Costs

The following table summarizes the activity in our asset retirement obligation liabilities, which includes liabilities for final capping, closure and post-closure, for the six months ended June 30, 2024 and 2023:

The following table summarizes the activity in our asset retirement obligation liabilities, which includes liabilities for final capping, closure and post-closure, for the nine months ended September 30, 2024 and 2023:

Asset retirement obligation liabilities, beginning of year $ 1,937.2 $ 1,786.4

19 unchanged sentences

It is reasonably possible that we will need to adjust the liabilities recorded for remediation to reflect the effects of new or additional information, to the extent such information impacts the costs, timing or duration of the required actions.

If we used the reasonably possible high ends of our ranges, our aggregate potential remediation liability as of June 30, 2024 would be approximately $ 375 million higher than the amount recorded.

If we used the reasonably possible high ends of our ranges, our aggregate potential remediation liability as of September 30, 2024 would be approximately $ 375 million higher than the amount recorded.

Future changes in our estimates of the cost, timing or duration of the required actions could have a material adverse effect on our consolidated financial position, results of operations and cash flows.

1 unchanged sentence

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

The following table summarizes the activity in our environmental remediation liabilities for the six months ended June 30, 2024 and 2023:

The following table summarizes the activity in our environmental remediation liabilities for the nine months ended September 30, 2024 and 2023:

Environmental remediation liabilities, beginning of year $ 485.4 $ 487.5

6 unchanged sentences

Bridgeton Landfill.

During the six months ended June 30, 2024, we paid $ 5.4 million related to management and monitoring of the remediation area for our closed Bridgeton Landfill in Missouri.

During the nine months ended September 30, 2024, we paid $ 8.6 million related to management and monitoring of the remediation area for our closed Bridgeton Landfill in Missouri.

We continue to work with state and federal regulatory agencies on our remediation efforts.

From time to time, this may require us to modify our future operating timeline and procedures, which could result in changes to our expected liability.

As of June 30, 2024, the remediation liability recorded for this site was $ 68.2 million, of which approximately $ 8 million is expected to be paid during the remainder of 2024.

As of September 30, 2024, the remediation liability recorded for this site was $ 65.0 million, of which approximately $ 5 million is expected to be paid during the remainder of 2024.

West Lake Landfill Superfund Site .

8 unchanged sentences

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

The carrying value of our credit facilities, finance leases and long-term debt as of June 30, 2024 and December 31, 2023 is listed in the following table, and is adjusted for unamortized discounts, deferred issuance costs and the unamortized portion of adjustments to fair value recorded in purchase accounting.

The carrying value of our credit facilities, finance leases and long-term debt as of September 30, 2024 and December 31, 2023 is listed in the following table, and is adjusted for unamortized discounts, deferred issuance costs and the unamortized portion of adjustments to fair value recorded in purchase accounting.

Original issue discounts, deferred issuance costs, and adjustments to fair value recorded in purchase accounting are amortized to interest expense over the term of the applicable instrument using the effective interest method.

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Maturity Interest Rate Principal Adjustments Carrying Value Principal Adjustments Carrying Value

2 unchanged sentences

Variable $ 92.6 $ — $ 92.6 $ — $ — $ —

$ 3.5 billion - August 2026

Variable 182.7 — 182.7 297.1 — 297.1

The Credit Facility Variable 178.3 — 178.3 297.1 — 297.1

Term Loan Variable — — — 500.0 — 500.0

39 unchanged sentences

The Uncommitted Credit Facility may be terminated by either party at any time.

As of both June 30, 2024 and December 31, 2023, we had no borrowings outstanding under our Uncommitted Credit Facility.

As of September 30, 2024, we had $ 92.6 million of borrowings outstanding under our Uncommitted Credit Facility.

As of December 31, 2023, we had no borrowings outstanding under our Uncommitted Credit Facility.

The Credit Facility

In August 2021, we entered into a $ 3.0 billion unsecured revolving credit facility (as amended, the Credit Facility).

Borrowings under the Credit Facility mature in August 2026.

In July 2024, we and our subsidiary, USE Canada Holdings, Inc.

(the Canadian Borrower) entered into the Second Amended and Restated Credit Agreement (the Credit Facility) which amends and restates the unsecured revolving credit facility we entered into in August 2021.

The total outstanding principal amount that we may borrow under the Credit Facility may not exceed the current aggregate lenders' commitments of $ 3.5 billion, and borrowings under the Credit Facility mature in July 2029.

As permitted by the Credit Facility, we have the right to request two one-year extensions of the maturity date, but none of the lenders are committed to participate in such extensions.

The Credit Facility also includes a feature that allows us to increase availability, at our option, by an aggregate amount of up to $ 1.0 billion through increased commitments from existing lenders or the addition of new lenders.

In October 2023, we completed an upsize of the Credit Facility to $ 3.5 billion.

In February 2023, we entered into Amendment No.

1 to the Credit Facility to add our subsidiary, USE Canada Holdings, Inc.(the Canadian Borrower), as an additional borrower under the Credit Facility, and provided that the aggregate of (i) all loans to the Canadian Borrower and (ii) all loans denominated in Canadian dollars cannot exceed $ 500.0 million (the Canadian Sublimit).

In October 2023, we entered into Amendment No.

2 to the Credit Facility which increased the Canadian Sublimit to $ 1.0 billion.

All loans to the Canadian Borrower and all loans denominated in Canadian dollars cannot exceed $ 1.0 billion (the Canadian Sublimit).

The Canadian Sublimit is part of, and not in addition to, the aggregate commitments under the Credit Facility.

Borrowings under the Credit Facility in United States dollars bear interest at a Base Rate, a daily floating SOFR or a term SOFR plus a current applicable margin of 0.920 % based on our Debt Ratings (all as defined in the Credit Facility agreement).

The Canadian dollar-denominated loans bear interest based on the Canadian Prime Rate or the Canadian Dollar Offered Rate plus a current applicable margin of 0.910 % based on our Debt Ratings.

As of June 30, 2024 and December 31, 2023, C$ 249.9 million and C$ 201.5 million, respectively, were outstanding against the Canadian Sublimit.

The weighted average interest rate for borrowings outstanding as of June 30, 2024 was 6.223 %.

The Canadian dollar-denominated loans bear interest based on the Canadian Overnight Repo Rate Average.

As of September 30, 2024 and December 31, 2023, C$ 241.0 million and C$ 201.5 million, respectively, were outstanding against the Canadian Sublimit.

The weighted average interest rate for borrowings outstanding as of September 30, 2024 was 5.525 %.

The Credit Facility is subject to facility fees based on applicable rates defined in the Credit Facility agreement and the aggregate commitment, regardless of usage.

2 unchanged sentences

We may pay dividends and repurchase common stock if we are in compliance with these covenants.

We had $ 182.7 million and $ 297.1 million of borrowings outstanding under the Credit Facility as of June 30, 2024 and December 31, 2023, respectively.

We had $ 315.4 million and $ 336.5 million of letters of credit outstanding under the Credit Facility as of June 30, 2024 and December 31, 2023, respectively.

We also had $ 179.9 million and $ 495.3 million of principal borrowings outstanding (net of related discount on issuance) under the commercial paper program as of June 30, 2024 and December 31, 2023, respectively.

As a result, availability under our Credit Facility was $ 2,821.9 million and $ 2,371.2 million as of June 30, 2024 and December 31, 2023, respectively.

We had $ 178.3 million and $ 297.1 million of borrowings outstanding under the Credit Facility as of September 30, 2024 and December 31, 2023, respectively.

We had $ 315.2 million and $ 336.5 million of letters of credit outstanding under the Credit Facility as of September 30, 2024 and December 31, 2023, respectively.

We also had $ 594.8 million and $ 495.3 million of principal borrowings outstanding (net of related discount on issuance) under the commercial paper program as of September 30, 2024 and December 31, 2023, respectively.

As a result, availability under our Credit Facility was $ 2,411.5 million and $ 2,371.2 million as of September 30, 2024 and December 31, 2023, respectively.

Term Loan Facility

On April 29, 2022, we entered into a $ 1.0 billion term loan facility (the Term Loan Facility) which bears interest at a base rate or a forward-looking SOFR, plus an applicable margin based on our debt ratings.

On April 29, 2022, we entered into a $ 1.0 billion term loan facility (the Term Loan Facility) which bore interest at a base rate or a forward-looking SOFR, plus an applicable margin based on our debt ratings.

We had $ 500.0 million of borrowings outstanding under the Term Loan Facility as of December 31, 2023.

During the six months ended June 30, 2024, we paid down the remaining balance of the Term Loan Facility.

During the nine months ended September 30, 2024, we repaid the remaining balance of the Term Loan Facility.

Commercial Paper Program

We have entered into a commercial paper program for the issuance and sale of unsecured commercial paper in an aggregate principal amount not to exceed $ 1.5 billion outstanding at any one time.

The weighted average interest rate for borrowings outstanding as of June 30, 2024 was 5.515 % with a weighted average maturity of 24 days.

We had $ 180.0 million and $ 496.0 million in aggregate principal amount of commercial paper issued and outstanding under the program as of June 30, 2024 and December 31, 2023, respectively.

The weighted average interest rate for borrowings outstanding as of September 30, 2024 was 4.910 % with a weighted average maturity of 11 days.

We had $ 595.0 million and $ 496.0 million in aggregate principal amount of commercial paper issued and outstanding under the program as of September 30, 2024 and December 31, 2023, respectively.

In the event of a failed re-borrowing, we currently have availability under our Credit Facility to fund the commercial paper program until it is re-borrowed successfully.

Accordingly, we have classified these borrowings as long-term in our consolidated balance sheet as of June 30, 2024.

Accordingly, we have classified these borrowings as long-term in our consolidated balance sheet as of September 30, 2024.

REPUBLIC SERVICES, INC.

7 unchanged sentences

The New 2029 Notes are fungible with the Existing 2029 Notes, and taken together, the 2029 Notes are treated as a single series.

In December 2023, we also issued $ 650.0 million of 5.000 % senior notes due 2033 (the 5.000 % 2033 Notes).

In December 2023, we also issued $ 650.0 million of 5.000 % senior notes due 2033.

The proceeds of the December 2023 notes issuance were used for general corporate purposes, including the repayment of a portion of amounts outstanding under the Uncommitted Credit Facility, the Commercial Paper Program, the Credit Facility, and the Term Loan Facility.

In June 2024, we issued $ 400.0 million of 5.000 % senior notes due 2029 (the 5.000 % 2029 Notes) and $ 500.0 million of 5.200 % senior notes due 2034, (the 5.200 % 2034 Notes).

In June 2024, we issued $ 400.0 million of 5.000 % senior notes due 2029 and $ 500.0 million of 5.200 % senior notes due 2034.

We used the proceeds from the June 2024 notes issuance for general corporate purposes, including the repayment of a portion of amounts outstanding under the Commercial Paper Program and the Credit Facility;

10 unchanged sentences

The fair value of our interest rate locks is determined using standard valuation models with assumptions about interest rates being based on those observed in underlying markets (Level 2 in the fair value hierarchy).

During the six months ended June 30, 2023, we recognized an unrealized gain in other comprehensive loss of $ 1.7 million, net of tax, related to terminated interest rate locks issued in conjunction with the issuance of our 5.000 % notes in March 2023.

As of June 30, 2024 and December 31, 2023, our previously terminated interest rate locks were recorded as components of accumulated other comprehensive loss of $ 14.1 million and $ 15.9 million, respectively, net of tax.

During the nine months ended September 30, 2023, we recognized an unrealized gain in other comprehensive loss of $ 1.7 million, net of tax, related to terminated interest rate locks issued in conjunction with the issuance of our 5.000 % notes in March 2023.

As of September 30, 2024 and December 31, 2023, our previously terminated interest rate locks were recorded as components of accumulated other comprehensive loss of $ 13.6 million and $ 15.9 million, respectively, net of tax.

The effective portion of the interest rate locks is amortized as an adjustment to interest expense over the life of the issued debt using the effective interest method.

For the three months ended June 30, 2024 and 2023, we recognized losses, net of tax, of $ 0.9 million and $ 1.0 million, respectively.

For the six months ended June 30, 2024 and 2023, we recognized losses, net of tax, of $ 1.7 million and $ 2.0 million, respectively.

For the three months ended September 30, 2024 and 2023, we recognized losses, net of tax, of $ 0.5 million and $ 0.9 million, respectively.

For the nine months ended September 30, 2024 and 2023, we recognized losses, net of tax, of $ 2.2 million and $ 2.9 million, respectively.

Over the next 12 months, we expect to amortize $ 0.7 million, net of tax, from accumulated other comprehensive loss to interest expense as a yield adjustment of our senior notes.

1 unchanged sentence

The initial fair value was reclassified into earnings as non-cash interest expense on a systematic basis over the life of the interest rate swap.

In June 2024, the Company terminated the 2022 Interest Rate Swap and received $ 23.7 million in conjunction with this settlement.

In June 2024, we terminated the 2022 Interest Rate Swap and received $ 23.7 million in conjunction with this settlement.

As of December 31, 2023, the 2022 Interest Rate Swap was recorded at its fair value of $ 24.3 million and was included in other assets in our consolidated balance sheets.

For the nine months ended September 30, 2024, we recognized unrealized gains of $ 6.3 million in accumulated other comprehensive income for the 2022 Interest Rate Swap.

For the three and nine months ended September 30, 2023, we recognized unrealized gains of $ 4.1 million and $ 14.9 million, respectively, in accumulated other comprehensive income for the

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

For the three and six months ended June 30, 2024, we recognized unrealized gains of $ 1.2 million and $ 6.3 million, respectively, in accumulated other comprehensive income for the 2022 Interest Rate Swap.

For the three and six months ended June 30, 2023, we recognized unrealized gains of $ 7.3 million and $ 10.8 million, respectively, in accumulated other comprehensive income for the 2022 Interest Rate Swap.

2022 Interest Rate Swap.

As of December 31, 2023, the 2022 Interest Rate Swap was recorded as a gain within accumulated other comprehensive loss of $ 4.3 million, net of tax.

For the three and six months ended June 30, 2024, we recognized gains, net of tax, of $ 7.7 million and $ 10.6 million, respectively.

For the three and six months ended June 30, 2023, we recognized gains, net of tax, of $ 3.2 million and $ 6.8 million, respectively, related to this amortization.

For the nine months ended September 30, 2024, we recognized gains, net of tax, of $ 10.6 million.

For the three and nine months ended September 30, 2023, we recognized gains, net of tax, of $ 3.2 million and $ 10.0 million, respectively, related to this amortization.

For further detail regarding the effect of our cash flow hedging on interest expense, refer to Note 11, Financial Instruments , of the notes to our unaudited consolidated financial statements in Part I, Item 1 of this Quarterly Report on Form 10-Q.

4 unchanged sentences

In addition, we entered into interest rate swaps to offset future exposures to fair value fluctuations of the Extended Interest Rate Locks (2019 Offsetting Interest Rate Swap and the 2020 Offsetting Interest Rate Swap, or collectively the Offsetting Interest Rate Swaps).

In September 2024, the 2019 Extended Interest Rate Locks fully matured.

The fair value of these free-standing derivatives was determined using standard valuation models with assumptions about interest rates being based on those observed in underlying markets (Level 2 in the fair value hierarchy).

As of June 30, 2024, the fair value of the Extended Interest Rate Locks were assets of $ 59.3 million, which were included in other assets in our consolidated balance sheet.

As of June 30, 2024 and December 31, 2023, the fair value of the Offsetting Interest Rate Swaps were liabilities of $ 79.9 million and $ 78.2 million, respectively, which were included in other accrued liabilities and other long-term liabilities in our consolidated balance sheets.

For the three months ended June 30, 2024 and 2023, we recognized losses of $ 8.0 million and gains of $ 9.2 million, respectively, on the change in fair value of the Extended Interest Rate Locks with offsetting gains of $ 7.9 million and losses of $ 9.4 million, respectively, on the change in fair value of the Offsetting Interest Rate Swaps.

For the six months ended June 30, 2024 and 2023, we recognized gains of $ 5.5 million and losses of $ 4.6 million, respectively, on the change in fair value of the Extended Interest Rate Locks with offsetting losses of $ 5.6 million and gains of $ 3.3 million, respectively, on the change in fair value of the Offsetting Interest Rate Swaps.

As of September 30, 2024, the fair value of the 2020 Extended Interest Rate Locks were assets of $ 41.2 million, which were included in other assets in our consolidated balance sheet and the fair value of the 2020 Offsetting Interest Rate Swap were liabilities of $ 58.5 million, which were included in other long-term liabilities in our consolidated balance sheet.

As of December 31, 2023, the fair value of the Extended Interest Rate Locks were assets of $ 54.0 million, which were included in prepaids and other current assets and other assets in our consolidated balance sheet and the fair value of the Offsetting Interest Rate Swaps were liabilities of $ 78.2 million, which were included in other accrued liabilities and other long-term liabilities in our consolidated balance sheet.

For the three months ended September 30, 2024 and 2023, we recognized losses of $ 18.0 million and gains of $ 18.3 million, respectively, on the change in fair value of the Extended Interest Rate Locks with offsetting gains of $ 17.3 million and losses of $ 18.9 million, respectively, on the change in fair value of the Offsetting Interest Rate Swaps.

For the nine months ended September 30, 2024 and 2023, we recognized losses of $ 12.5 million and gains of $ 17.7 million, respectively, on the change in fair value of the Extended Interest Rate Locks with offsetting gains of $ 11.7 million and losses of $ 19.6 million, respectively, on the change in fair value of the Offsetting Interest Rate Swaps.

The changes in fair value were recorded directly in earnings as an adjustment to interest expense in our consolidated statements of income.

Tax-Exempt Financings

As of June 30, 2024 and December 31, 2023, we had $ 1,429.4 million and $ 1,280.6 million, respectively, of certain variable rate tax-exempt financings outstanding, with maturities ranging from 2024 to 2054 and from 2024 to 2053, respectively.

As of September 30, 2024 and December 31, 2023, we had $ 1,408.7 million and $ 1,280.6 million, respectively, of certain fixed and variable rate tax-exempt financings outstanding, with maturities ranging from 2026 to 2054 and from 2024 to 2053, respectively.

In June 2024, the Mission Economic Development Corporation issued, for our benefit, $ 50.0 million in principal amount of Solid Waste Disposal Revenue Bonds.

The proceeds from the issuances, after deferred issuance costs, were used to fund the acquisition, construction, improvement, installation, and/or equipping of certain solid waste disposal facilities located within Texas.

The proceeds from the issuance, after deferred issuance costs, were used to fund the acquisition, construction, improvement, installation, and/or equipping of certain solid waste disposal facilities located within Texas.

In both March 2024 and September 2023, the California Municipal Finance Authority issued, for our benefit, $ 100.0 million in principal amount of Solid Waste Disposal Revenue Bonds.

5 unchanged sentences

In the event of a failed remarketing, we currently have availability under our Credit Facility to fund these bonds until they are remarketed successfully.

Accordingly, we classified these borrowings as long-term in our consolidated balance sheets as of June 30, 2024 and December 31, 2023.

Accordingly, we classified these borrowings as long-term in our consolidated balance sheets as of September 30, 2024 and December 31, 2023.

REPUBLIC SERVICES, INC.

1 unchanged sentence

Finance Leases

As of June 30, 2024 and December 31, 2023, we had finance lease liabilities of $ 276.5 million and $ 251.3 million, respectively, with maturities ranging from 2024 to 2063 for both periods.

Our effective tax rate, exclusive of non-controlling interests, for the three and six months ended June 30, 2024 was 21.7 % and 22.9 %, respectively.

Our effective tax rate, exclusive of non-controlling interests, for the three and six months ended June 30, 2023 was 26.3 % and 26.4 %, respectively.

Our effective tax rate for the three and six months ended June 30, 2024 reflects a benefit of $ 32.6 million and $ 41.0 million, respectively, due to our investments in renewable energy assets qualifying for tax credits under Section 48 of the Internal Revenue Code.

For the six months ended June 30, 2024 and 2023, net cash paid for income taxes was $ 109.3 million and $ 88.0 million, respectively.

As of September 30, 2024 and December 31, 2023, we had finance lease liabilities of $ 291.1 million and $ 251.3 million, respectively, with maturities ranging from 2024 to 2063 for both periods.

Our effective tax rate, exclusive of non-controlling interests, for the three and nine months ended September 30, 2024 was 12.5 % and 19.4 %, respectively.

Our effective tax rate, exclusive of non-controlling interests, for the three and nine months ended September 30, 2023 was 20.8 % and 24.4 %, respectively.

Our effective tax rate for the three and nine months ended September 30, 2024 reflects a benefit of $ 81.0 million and $ 122.0 million, respectively, due to our investments in renewable energy assets qualifying for tax credits under Section 48 of the Internal Revenue Code, $ 6.2 million due to the realization of additional federal and state benefits, as well as adjustments to deferred taxes due to the completion of our 2023 tax returns.

Our effective tax rate for the nine months ended September 30, 2023 reflected benefits of $ 20.6 million from tax settlements, $ 7.9 million from investments in solar energy assets qualifying for federal tax credits under Section 48 of the Internal Revenue Code, $ 6.8 million due to the realization of additional federal and state benefits, as well as adjustments to deferred taxes due to the completion of our 2022 tax returns.

For the nine months ended September 30, 2024 and 2023, net cash paid for income taxes was $ 183.4 million and $ 137.9 million, respectively.

We have deferred tax assets related to state net operating loss carryforwards.

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We continue to regularly monitor both positive and negative evidence in determining the ongoing need for a valuation allowance.

As of June 30, 2024, the valuation allowance associated with our state loss carryforwards was $ 43.5 million.

As of September 30, 2024, the valuation allowance associated with our state loss carryforwards was $ 44.6 million.

We are subject to income tax in the United States, as well as income tax in multiple state and foreign jurisdictions.

3 unchanged sentences

Our federal statute of limitations is closed through 2020.

The federal statu t e of limitations applicable to an acquired subsidiary is closed through 2019.

In addition, we are currently under state examination or administrative review in various jurisdictions for tax years 2012 through 2022.

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However, a significant assessment against us in excess of the liabilities recorded could have a material adverse effect on our consolidated financial position, results of operations and cash flows.

As of June 30, 2024, we are unable to estimate the resolution of our gross unrecognized benefits over the next 12 months.

As of September 30, 2024, we are unable to estimate the resolution of our gross unrecognized benefits over the next 12 months.

We recognize interest and penalties as incurred within the provision for income taxes in the consolidated statement of income.

As of June 30, 2024, we accrued a liability for penalties of $ 0.3 million and a liability for interest (including interest on penalties) of $ 12.6 million related to our uncertain tax positions.

As of September 30, 2024, we accrued a liability for penalties of $ 1.1 million and a liability for interest (including interest on penalties) of $ 13.1 million related to our uncertain tax positions.

STOCK REPURCHASES, DIVIDENDS AND EARNINGS PER SHARE

6 unchanged sentences

While the Board of Directors has approved the program, the timing of any purchases, the prices and the number of shares of common stock to be purchased will be determined by our management, at its discretion, and will depend upon market conditions and other factors.

On a quarterly basis, our Board of Directors reviews the parameters around which we repurchase our shares.

The share repurchase program may be extended, suspended or discontinued at any time.

On a quarterly

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

Stock repurchase activity during three and six months ended June 30, 2024 and 2023 follows (in millions, except per share amounts):

Three Months Ended June 30,

Six Months Ended June 30,

basis, our Board of Directors reviews the parameters around which we repurchase our shares.

The share repurchase program may be extended, suspended or discontinued at any time.

Stock repurchase activity during the three and nine months ended September 30, 2024 and 2023 follows (in millions, except per share amounts):

Three Months Ended September 30,

Nine Months Ended September 30,

2024 2023 2024 2023

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The average price paid per share, total repurchase costs and approximate maximum dollar value of the shares that may yet be purchased under the plans or programs exclude a 1% excise tax.

As of June 30, 2024 and 2023, no repurchased shares were pending settlement.

As of June 30, 2024, the remaining authorized purchase capacity under our October 2023 repurchase program was $ 2.8 billion.

In April 2024, our Board of Directors approved a quarterly dividend of $ 0.535 per share.

Cash dividends declared were $ 336.5 million for the six months ended June 30, 2024.

As of June 30, 2024, we recorded a quarterly dividend payable of $ 168.0 million to shareholders of record at the close of business on July 2, 2024.

As of September 30, 2024 and 2023, there were less than 0.1 million repurchased shares pending settlement, resulting in an associated $ 8.9 million and $ 10.7 million, respectively, of share repurchases unpaid and included within other accrued liabilities.

As of September 30, 2024, the remaining authorized purchase capacity under our October 2023 repurchase program was $ 2.7 billion.

In July 2024, our Board of Directors approved a quarterly dividend of $ 0.580 per share.

Cash dividends declared were $ 518.2 million for the nine months ended September 30, 2024.

As of September 30, 2024, we recorded a quarterly dividend payable of $ 181.7 million to shareholders of record at the close of business on October 2, 2024.

Earnings per Share

3 unchanged sentences

We use the treasury stock method in computing diluted earnings per share.

Earnings per share for the three and six months ended June 30, 2024 and 2023 are calculated as follows (in thousands, except per share amounts):

Three Months Ended June 30,

Six Months Ended June 30,

Earnings per share for the three and nine months ended September 30, 2024 and 2023 are calculated as follows (in thousands, except per share amounts):

Three Months Ended September 30,

Nine Months Ended September 30,

2024 2023 2024 2023

15 unchanged sentences

Diluted earnings per share $ 1.80 $ 1.52 $ 4.86 $ 4.07

During the three and six months ended June 30, 2024 there were no antidilutive securities outstanding.

During the three and six months ended June 30, 2023 there were less than 0.1 million antidilutive securities outstanding.

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

During the three and nine months ended September 30, 2024 there were no antidilutive securities outstanding.

During the three and nine months ended September 30, 2023 there were less than 0.1 million antidilutive securities outstanding.

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS BY COMPONENT

A summary of changes in accumulated other comprehensive loss, net of tax, by component, for the six months ended June 30, 2024 follows:

A summary of changes in accumulated other comprehensive loss, net of tax, by component, for the nine months ended September 30, 2024 follows:

Cash Flow Hedges Defined Benefit Pension Items Foreign Currency Translation Total

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$ ( 11.6 ) $ 8.9 $ ( 9.4 ) $ ( 12.1 )

Other comprehensive income before reclassifications 6.4 — 5.5 11.9

Other comprehensive income (loss) before reclassifications 6.4 ( 2.3 ) 3.3 7.4

Amounts reclassified from accumulated other comprehensive loss ( 8.4 ) ( 5.5 ) — ( 13.9 )

Net current period other comprehensive income ( 2.5 ) — 5.5 3.0

Balance as of June 30, 2024

Net current period other comprehensive (loss) income ( 2.0 ) ( 7.8 ) 3.3 ( 6.5 )

Balance as of September 30, 2024

$ ( 13.6 ) $ 1.1 $ ( 6.1 ) $ ( 18.6 )

A summary of reclassifications out of accumulated other comprehensive loss for the three and six months ended June 30, 2024 and 2023 follows:

Three Months Ended June 30,

Six Months Ended June 30,

A summary of reclassifications out of accumulated other comprehensive loss for the three and nine months ended September 30, 2024 and 2023 follows:

Three Months Ended September 30,

Nine Months Ended September 30,

2024 2023 2024 2023

4 unchanged sentences

Total before tax ( 0.7 ) 3.1 11.3 9.6

Tax benefit (provision) 0.2 ( 0.8 ) ( 2.9 ) ( 2.5 )

Net of tax ( 0.5 ) 2.3 8.4 7.1

Pension gains:

Pension settlement 7.4 — 7.4 — Other income, net

Tax provision ( 1.9 ) — ( 1.9 ) —

Net of tax 5.5 — 5.5 —

Total income reclassified into earnings, net of tax $ 5.0 $ 2.3 $ 13.9 $ 7.1

In September 2024, we initiated the termination of our defined benefit pension plan.

Plan participants were provided the opportunity to receive their full accrued benefits from plan assets by either electing immediate lump sum distributions or annuity contracts with a qualifying third-party annuity provider.

The purchase of the annuity contracts was funded directly by assets of the defined benefit pension plan.

As a result, a substantial portion of the plan was settled during the three and nine months ended September 30, 2024, resulting in the recognition of a non-cash gain of $ 7.4 million related to the accelerated recognition of the proportional share of unamortized net actuarial gains previously recorded in accumulated other comprehensive loss.

This gain was recorded to other income, net in our consolidated statements of income.

We expect to settle all remaining obligations by the end of 2024.

REPUBLIC SERVICES, INC.

1 unchanged sentence

FINANCIAL INSTRUMENTS

The effect of our hedging relationships and derivative instruments on the consolidated statements of income for the three and six months ended June 30, 2024 and 2023 follows (in millions):

The effect of our hedging relationships and derivative instruments on the consolidated statements of income for the three and nine months ended September 30, 2024 and 2023 follows (in millions):

Classification and amount of gain (loss) recognized in income on hedging relationships and derivative instruments

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

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The carrying value for certain of our financial instruments, including cash, accounts receivable, current investments, accounts payable and certain other accrued liabilities, approximates fair value because of their short-term nature.

As of June 30, 2024 and December 31, 2023, our assets and liabilities that are measured at fair value on a recurring basis include the following:

June 30, 2024

As of September 30, 2024 and December 31, 2023, our assets and liabilities that are measured at fair value on a recurring basis include the following:

September 30, 2024

Carrying Amount Total Quoted

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Total assets $ 182.8 $ 182.8 $ 60.8 $ 122.0 $ —

Derivative and hedging liabilities - other accrued liabilities and other long-term liabilities $ 79.9 $ 79.9 $ — $ 79.9 $ —

Derivative and hedging liabilities - other long-term liabilities $ 58.5 $ 58.5 $ — $ 58.5 $ —

Contingent consideration - other accrued liabilities and other long-term liabilities

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Total liabilities $ 143.2 $ 143.2 $ — $ 79.6 $ 63.6

The carrying value of our total debt was $ 13.0 billion and $ 12.8 billion as of June 30, 2024 and December 31, 2023, respectively, and the fair value of our total debt was $ 12.3 billion and $ 12.5 billion as of June 30, 2024 and December 31, 2023, respectively.

The estimated fair value of our fixed rate senior notes and debentures is based on quoted market prices.

The carrying value of our total debt was $ 12.6 billion and $ 12.8 billion as of September 30, 2024 and December 31, 2023, respectively, and the fair value of our total debt was $ 12.4 billion and $ 12.5 billion as of September 30, 2024 and December 31, 2023, respectively.

The estimated fair value of our fixed rate senior notes, debentures and certain tax-exempt financings is based on quoted market prices.

The fair value of our remaining notes payable, tax-exempt financings and borrowings under our credit facilities approximates the carrying value because the interest rates are variable.

The fair value estimates were based on Level 2 inputs of the fair value hierarchy as of June 30, 2024 and December 31, 2023.

The fair value estimates were based on Level 2 inputs of the fair value hierarchy as of September 30, 2024 and December 31, 2023.

See Note 7, Debt , for further information related to our debt.

Contingent Consideration

In 2015, we entered into a waste management contract with the County of Sonoma, California to operate the county's waste management facilities.

As of June 30, 2024, the Sonoma contingent consideration represents the fair value of $ 59.2 million

REPUBLIC SERVICES, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

payable to the County of Sonoma based on the achievement of future annual tonnage targets through the expected remaining capacity of the landfill.

Contingent Consideration

In 2015, we entered into a waste management contract with the County of Sonoma, California to operate the county's waste management facilities.

As of September 30, 2024, the Sonoma contingent consideration represents the fair value of $ 57.8 million payable to the County of Sonoma based on the achievement of future annual tonnage targets through the expected remaining capacity of the landfill.

The potential undiscounted amount of all future contingent payments that we could be required to make under the waste management contract is estimated to be between approximately $ 81 million and $ 114 million.

During the six months ended June 30, 2024, the activity in the contingent consideration liability included accretion, which was offset by concession payments made in the ordinary course of business.

During the nine months ended September 30, 2024, the activity in the contingent consideration liability included accretion, which was offset by concession payments made in the ordinary course of business.

There were no changes to the estimate of fair value.

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Adjusted EBITDA is the single financial measure our chief operating decision maker (CODM) uses to evaluate operating segment profitability and determine resource allocations.

Summarized financial information concerning our reportable segments for the three months ended June 30, 2024 and 2023 follows:

Summarized financial information concerning our reportable segments for the three months ended September 30, 2024 and 2023 follows:

Group 1 Group 2 Recycling & Waste Subtotal (1)

(Environmental Solutions) Corporate entities and other Total

Three Months Ended June 30, 2024

Three Months Ended September 30, 2024

Gross Revenue $ 2,122.3 $ 2,005.4 $ 4,127.7 $ 467.4 $ 85.1 $ 4,680.2

5 unchanged sentences

Total Assets $ 13,784.1 $ 11,059.3 $ 24,843.4 $ 4,438.9 $ 2,531.9 $ 31,814.2

Three Months Ended June 30, 2023

Three Months Ended September 30, 2023

Gross Revenue $ 2,000.3 $ 1,927.1 $ 3,927.4 $ 424.3 $ 62.5 $ 4,414.2

8 unchanged sentences

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

Summarized financial information concerning our reportable segments for the six months ended June 30, 2024 and 2023 follows:

Summarized financial information concerning our reportable segments for the nine months ended September 30, 2024 and 2023 follows:

Group 1 Group 2 Recycling & Waste Subtotal (1)

(Environmental Solutions) Corporate entities and other Total

Six Months Ended June 30, 2024

Nine Months Ended September 30, 2024

Gross Revenue $ 6,231.1 $ 5,923.1 $ 12,154.2 $ 1,377.0 $ 251.5 $ 13,782.7

5 unchanged sentences

Total Assets $ 13,784.1 $ 11,059.3 $ 24,843.4 $ 4,438.9 $ 2,531.9 $ 31,814.2

Six Months Ended June 30, 2023

Nine Months Ended September 30, 2023

Gross Revenue $ 5,774.3 $ 5,653.0 $ 11,427.3 $ 1,278.9 $ 176.5 $ 12,882.7

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Revenue and overhead costs of Corporate entities and other are either specifically assigned or allocated on a rational and consistent basis among our reportable segments to calculate Adjusted EBITDA.

As presented in the tables below, Adjusted EBITDA reflects certain adjustments for US Ecology, Inc., acquisition, integration and deal costs, (income) losses from unconsolidated equity method investments, losses on extinguishment of debt, and restructuring expenses.

As presented in the tables below, Adjusted EBITDA reflects certain adjustments for US Ecology, Inc., acquisition, integration and deal costs, (income) losses from unconsolidated equity method investments, settlements and withdrawals on pension plans, losses on extinguishment of debt and restructuring expenses.

This presentation is consistent with how our CODM reviews results of operations to make resource allocation decisions.

4 unchanged sentences

A reconciliation of the Company's single measure of segment profitability (segment Adjusted EBITDA) to Income before income tax provision in the Consolidated Statements of Net Income is as follows:

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

13 unchanged sentences

acquisition integration and deal costs — 6.2 — 24.3

Gain on business divestitures and impairments, net ( 1.4 ) — ( 1.4 ) —

Loss (gain) on business divestitures and impairments, net 0.5 ( 1.5 ) ( 0.9 ) ( 1.5 )

Income before income taxes $ 646.5 $ 606.3 $ 1,899.3 $ 1,708.6

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Our operations primarily consist of providing environmental services.

The following table disaggregates our revenue by service line for the three months ended June 30, 2024 and 2023 (in millions of dollars and as a percentage of revenue):

Three Months Ended June 30, Six Months Ended June 30,

The following table disaggregates our revenue by service line for the three and nine months ended September 30, 2024 and 2023 (in millions of dollars and as a percentage of revenue):

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

47 unchanged sentences

Depending on the nature of the contract, we may also generate revenue through the collection of fuel recovery fees and environmental fees which are designed to recover our internal costs of providing services to our customers.

Substantially all of the deferred revenue recognized as of December 31, 2023 was recognized as revenue during the six months ended June 30, 2024 when the service was performed.

Substantially all of the deferred revenue recognized as of December 31, 2023 was recognized as revenue during the nine months ended September 30, 2024 when the service was performed.

Deferred Contract Costs

1 unchanged sentence

In addition, we recognize sales commissions that represent an incremental cost of the contract as other assets in our consolidated balance sheets, and we amortize the asset over the average life of the customer relationship.

As of June 30, 2024 and December 31, 2023, we recognized $ 81.3 million and $ 82.5 million, respectively, of deferred contract costs and capitalized sales commissions.

During the three and six months ended June 30, 2024, we amortized $ 4.0 million and $ 7.8 million, respectively, of capitalized sales commissions to selling, general and administrative expenses and we amortized $ 1.0 million and $ 2.1 million, respectively, of other deferred contract costs as a reduction of revenue.

During the three and six months ended June 30, 2023, we amortized $ 3.7 million and $ 7.3 million, respectively, of capitalized sales commissions to selling, general and administrative expenses and we amortized $ 1.4 million and $ 2.7 million, respectively, of other deferred contract costs as a reduction of revenue.

As of September 30, 2024 and December 31, 2023, we recognized $ 82.3 million and $ 82.5 million, respectively, of deferred contract costs and capitalized sales commissions.

During the three and nine months ended September 30, 2024, we amortized $ 3.6 million and $ 11.5 million, respectively, of capitalized sales commissions to selling, general and administrative expenses and we amortized $ 1.0 million and $ 3.1 million, respectively, of other deferred contract costs as a reduction of revenue.

During the three and nine months ended September 30, 2023, we amortized $ 3.5 million and $ 10.8 million, respectively, of capitalized sales commissions to selling, general and administrative expenses and we amortized $ 1.2 million and $ 4.0 million, respectively, of other deferred contract costs as a reduction of revenue.

Credit Losses

7 unchanged sentences

We perform ongoing credit evaluations of our customers, but generally do not require collateral to support customer receivables.

The following table reflects the activity in our allowance for doubtful accounts for the six months ended June 30, 2024 and 2023:

The following table reflects the activity in our allowance for doubtful accounts for the nine months ended September 30, 2024 and 2023:

Balance at beginning of year $ 83.2 $ 51.9

14 unchanged sentences

We accrue for legal proceedings when losses become probable and reasonably estimable.

We have recorded an aggregate accrual of approximately $ 15 million relating to our outstanding legal proceedings as of June 30, 2024.

We have recorded an aggregate accrual of approximately $ 13 million relating to our outstanding legal proceedings as of September 30, 2024.

As of the end of each applicable reporting period, we review each of our legal proceedings and, where it is probable that a liability has been incurred, we accrue for all probable and reasonably estimable losses.

1 unchanged sentence

If we can reasonably estimate a range but no amount within the range appears to be a better estimate than any other, we use the amount that is the low end of such range.

If we had used the high ends of such ranges, our aggregate potential liability would be approximately $ 9 million higher than the amount recorded as of June 30, 2024.

If we had used the high ends of such ranges, our aggregate potential liability would be approximately $ 8 million higher than the amount recorded as of September 30, 2024.

Multiemployer Pension Plans

7 unchanged sentences

Beginning-of-period and end-of-period cash, cash equivalents, restricted cash and restricted cash equivalents as presented in the statement of cash flows is reconciled as follows:

June 30, 2024 December 31, 2023 June 30, 2023 December 31, 2022

September 30, 2024 December 31, 2023 September 30, 2023 December 31, 2022

Cash and cash equivalents $ 83.4 $ 140.0 $ 157.5 $ 143.4

4 unchanged sentences

The following table summarizes our restricted cash and marketable securities:

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Capping, closure and post-closure obligations $ 57.9 $ 43.2

6 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements